An Unexpected Friend
by themarveluniverse29
Summary: The Avengers were just having a great time at Stark's party. It was perfect until a certain Web Slinger crashed through a window. Shortly after, an unexpected (well expected if you watched Avengers: Age of Ultron) foe appeared and everything went downhill from there.
1. Chapter 1

**Hi Everyone! This is my first Avengers fanfiction so don't get mad at me if I get something wrong. I hope you all enjoy it!**

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Steve walked over to the hammer slowly. He put his hands on it and pulled on it with all his might. Thor's smile dropped off of his face when the hammer budged, but it returned when it moved no further. Steve gave the hammer a couple more good tugs, but gave up when nothing happened. He raised his hands in defeat and shook his head.

Thor just laughed and shook his head. "Nothing."

Steve walked over and sat down with the rest of the team. They tried to coax Natasha into trying, but she shook her head. "Oh no, that's not a question I need answered."

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Spider man was just being his normal self and beating up bad guys. That was until Green Goblin and decided to throw him into a building, through a window and escape. He didn't even know where he was until he got up. _Ow, nonononono! It can't be! Oh gosh NO! I'm in the Avengers Tower?!_ he thought as all the Avengers turned to look at him.

"Oh, I-I'm so s-sorry. I didn't m-mean to c-crash th-through your w-window," Spidey stammered, stepping back. Everyone screamed and ran around, but the Avengers stayed calm. "S-Sorry, I c-can't pay f-for this, but I-I could help y-you and make up f-for this m-mess."

"No, it's fine. Tony can pay for it, what exactly happened?" Steve asked as he and the other Avengers stood up.

Spider-man swallowed, hard. "I was kinda in a fight with one of my worst enemies. I didn't mean any harm! He just decided to throw me through this window and I'm sorr…"

"It's fine I'll fix this later," Tony Stark, THE Tony Stark reassured. Spidey had to use all of his self control to not fanboy over all of them. They were THE Avengers and they were talking to him. Even if it was because he smashed a window, they were still talking to him!

"The Avengers," a metallic voice said from behind them. Spidey's eyes widened and he pointed to a messed up Iron Man suit. The Avengers turned around. "All in one place, and there's a guest."

"Stark," Steve said.

"JARVIS," Tony called, not taking his eyes off the suit. There was no answer.

"What?" Spidey asked as he looked at Tony Stark. He was confused. Well now that he thought of it, he was almost always confused. "What's going on Mr. Stark?"

"Uh, he's not answering," Tony muttered.

Spidey cocked his head and returned his gaze to the messed up suit.

"... and I was covered in strings," the suit continued. _Oh come on! I missed what he said! I can't tell him to repeat it now._ Spidey thoght sorrowfully. "And I had to kill that guy, he was a nice guy."

"You killed someone?!" Steve and Spidey asked at the same time.

"I wouldn't put it that way, but..." the suit began (WOW, he really needed to find a better name).

"You KILLED someone?" Spidey repeated, shocked at what came out of the suit.

"Who sent you?" Thor asked sternly.

Tony's voice started playing. "I see a suit of armor around the world."

"Ultron," Bruce murmured.

"Ultron?" Spidey echoed. He was even more confused than he was before, which he didn't think was even possible. _They **know** this guy?_

"In the fle..." Ulron began, his eyes flickering.

"You _know_ this guy?" Spidey asked raising his hands as he turned to the shocked Avengers.

"We don't! I swear!" Clint exclaimed. "But Tony and Bruce have been working on something in the lab! Thats all I know."

"Did everyone forget about me? The guest is really annoying," Ultron interrupted. His eye was flickering again.

"Did you just sound angry? Can robots sound angry?" Spidey asked as he took a step closer to the Avengers, sensing a fight.

Thor reached for his hammer as Ultron attacked. Everything went in slow motion as he raised his hand to shoot a beam at the Avengers. _Why does this always happen to me?!_ Spider man thought as he flipped out of the way.

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 **I hope you all liked this first chapter! Please review and tell me if I should continue this story. Have a great day!**


	2. Chapter 2

**You guys are all so kind! Thank you so much for the support! Already 47 followers and 33 favorites?! I hope you enjoy this chapter! Please review. Sorry if this chapter is shorter than the last. As I said, writers block is interfering with my progress.  
**

 **Sadly I don't own Marvel or any of these characters. :(**

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Spidey flipped over another laser beam. The floor was a mess, everyone already evacuated the area besides the Avengers of course. Now they were fighting a messed up robot name Ultron. He dodged another laser that was aimed at him and watched as Bruce and Natasha tumbled behind a counter. Someone was using a gun from behind a couch. To make everything worse, there were more than one of him. They made an appearance not long after the fight began.

"Hey, Ultron was it? You should really take aiming lessons with Hawkeye over there because your aim is really off!" Spidey joked as he shot a web at the robot.

"No, he shouldn't take aiming lessons with me. I don't know about you, but I really, _really_ hate teaching random evil robots," Clint growled, rolling away from another laser.

"Aw, come on! I thought you guys helped people!" Spidey joked as he shot another web.

"We help people, not robots!"

"Mr. Stark might have something to say about that!"

"I help robots, but I don't help _evil_ robots!" Tony growled from on top of an Ultron bot thing. _How did he even get up there?_

"Guys, stop fighting!" Steve hissed, looking away from the fight for a second. "We need to stop this robot."

"You mean _these_ robots," Spidey corrected. He looked away from the fight for awhile to see if there were anymore killer robots coming to get them. _Whew! There are no more. I would probably flip out if there were any more!_ he thought happily. His spidey sense tingled as another laser was coming his way.

Captain America's shield whizzed past him and blocked it before he could react. "Be more careful!"

"Okay! I just got kinda... THOR! Watch out!" Spider man shouted as he saw a laser headed straight towards the unsuspecting god.

"Huh?" Thor mumbled as he looked behind him. Spidey watched in horror as the thunder god raised his hammer to protect himself. Then sighed in releif as he was able to raise it in time. The hammer flew out of his hand and landed right next to Spidey. Thor didn't seem to care at the moment because he was beating up robots and trying to protect himself.

Spider man looked at the hammer then looked at Thor. He crouched down to pick it up. As he put his hand on it he expected for this large object to be heavy, but when he tugged it shocked him. This hammer was almost as light as a feather! There was no way it was this light.

"What the-" Mr. Stark started as he saw Spidey, but then was cut off by Steve.

"Don't say it!" Steve growled, not noticing the little arachnid themed hero with Thor's hammer.

"Thor catch!" Spidey called out as he threw the hammer. Thor looked thoroughly shocked, but was able to catch the hammer.

"What?" Clint gasped, looking at Spidey.

Spider man continued to web up the bots and kick them. He didn't notice the the attention at all, but of course why would he. Ultron was officially mad at him for being incredibly annoying. He was known to be very annoying to his enemies after all. It isn't very surprising.

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 **Short chapter, I know. Please don't be mad at me. Maybe if you have time to type something in that little box below I'll have more ideas on what to write. Then there's always school to mess me up even more. I hope you all enjoyed this chapter and have a great day!  
**


	3. Chapter 3

**Hi everyone! I'm back! I hope this didn't take too long. You guys are so nice! Please review and enjoy this chapter! Also please look at the poll on my profile. It's really important that I know what you guys would prefer.**

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Spidey wanted so badly for this to end soon. All he wanted was to patrol the area and go home. After all he was still in school, not that any of the Avengers knew that or should know. Now he was busy fighting a crazy robot that wants to destroy the Avengers.

"Hey! What do you have against a harmless leather couch?" he whimpered as another laser flew by and demolished the sofa behind him.

Ultron didn't seem to care about incredibly expensive couch that he'd just destroyed. "Stay still! You're talking too much!"

"Hey! Don't judge me. Talking is one of the many fabulous skills I have!" Spidey joked as he webbed up another bot.

When the last bot fell with a threat to make the Avengers and "that annoying insect" extinct and also singing a creepy song, he didn't expect the Avengers to be staring at him like he just threw the Earth out of orbit. He obviously didn't so why were they looking at him funny.

"Uhhhhhhhhhhhhh..." Spidey started. "Earth to the Avengers! We just defeated an evil robot!"

"You just... what?!" Clint gasped, clutching his side. "Did any of you see that?"

The other Avengers didn't react to the question and stayed completely still like they've seen a ghost. Spidey felt butterflies fluttering frantically in his stomach. His idols were staring at him. _Did I do something wrong? Maybe they're mad at me!_ he thought, panicked.

"Did I just do something wrong? Because if I did, I'm really sorry..." he apologized quickly.

"No, no you didn't do anything wrong, I promise! It's just that you li-" Steve started to explain, being the first one to talk besides Clint.

"You just lifted Thor's almighty hammer!" Tony interrupted loudly, flinging his arms into the air. His eyes were wide and his expression, shocked.

"Was I not allowed to lift it? Did he make it a rule?" Spider-man asked. He wanted to jump out the window. _What if I embarrassed myself on the first day I meet the Avengers?!_

"No, I did not make it a rule-" Thor began, but jolly old Tony interrupted again.

"We wouldn't be able to even if we tried," he muttered.

"Wouldn't be able to what? Lift the hammer? Have you guys even tried? It's really light," Spidey smiled. He didn't understand why they wouldn't be able lift it. It was almost as light as a feather.

"It's light? Ha, no," Rhodey chuckled humorlessly.

Spidey cocked his head. Now he was confused. "Huh? What do you mean?" he asked. _Maybe it's my spider-strength! How could I be so dumb!_ "Well, uh... can Cap lift it?"

"You'd think he would be able to," Bruce said slowly, shaking his head. Spidey looked over at Thor who was still gapping and blinking his eyes rapidly like he didn't believe what he just realized. "But no."

"What?" Spidey shuffled towards the hammer and handed it over to Steve who just stood there as if rooted to the ground. "Here."

"Umm... I... uh thought that Bruce told you-" Steve whispered.

"Just try anyway."

Steve put his hand on the handle and sighed. He let out a sudden gasp as he felt Spider-man's hand let go. The hammer plummeted as he unsuccessfully tried to hold it up. A grunt escaped from his lips as it landed on the floor. "Nope."

"What? But, but, but..." Spidey gasped. "Why?"

"Because the hammer can only be held by whoever is worthy enough to wield it's power," Thor finally said. He still seemed tense, but he was more relaxed.

"What? This must be some sorta mistake! I'm just a random ki- uh nobody that stops petty crimes and stuff like that," Spidey smiled nervously. He really didn't need some random hammer telling him he was worthy of whatever. Nothing could ever convince him that he didn't do anything wrong. Uncle Ben was still in his head every night when he went to bed.

"Why?" Thor asked quietly, but still loud enough for everyone in the room to hear. "The hammer doesn't just choose random mortals."

"Oh gee guys, look at the time! I need to go home or else my au- a certain someone will be worried," Spider-man piped up suddenly, not wanting to continue this conversation. "Maybe, I'll visit sometime! You guys are awesome!"

"Wait, one more question!" Tony said quickly before Spidey could leave. "Are those webs organic?"

"Uhhh ew, no. I made web shooters to help me shoot webs," Spidey explained, turning back to the Avengers.

" _You_ made those? How about that web stuff, did you make those too?"

"Uh, yeah! Where would I get this stuff from?"

"Wow, maybe we should hang out sometime! You could be a part of the science bros, huh Bruce?"

"Cool! Yes, I love science!"

Once again Spidey had to stop himself from fanboying and freaking out. After all it was just the Avengers we're talking about, right?

"Oh no, the only thing worse than _one_ Tony Stark is _two_ Tony Starks!" Clint complained suddenly. Many of the Avengers nodded in agreement. Bruce just shrugged, a new science bro wouldn't be that bad.

Spider man said bye to all of his idols one last time before jumping out the broken window. _I hope doesn't mind the shattered glass littering the ground now._

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 **I hope this chapter wasn't too short. Please tell me what you thought in the reviews and remember to at least look at my poll. You don't have to if you don't want to, it's some random question about my chapters and all that. Have a great week!**


	4. Chapter 4

**Again with the late updates! I'm getting frustrated at myself! Sorry guys, school started and things were kind of off... well, I'm free now! This is a really short chapter and I'm really sorry! As usual, I hope you all enjoy!**

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The next day, Peter woke up with an annoying headache. The school day had started and he wasn't very excited about it. School was always dull when you didn't actually _learn_ anything.

"Peter! I made pancakes!" Aunt May's voice rang from downstairs. Peter groaned. Being Spidey all night was taking a toll on him.

"Coming!" he called back, springing out of bed and changing. Last night, he had a pretty smooth patrol, there was almost no crime happening. No sign of Green Goblin either. He shivered as he ran down the stairs, the weather was slowly getting colder. Super senses didn't do well with extreme temperatures.

"Peter! The pancakes are turning cold!" Aunt May called again as Peter got to the bottom of the stairs. He ran over to the table, eyeing the pancakes.

"Good morning Aunt May!" he greeted happily.

"Good morning dear!" she replied, smiling. "Eat up, I don't want you to be hungry!"

Peter looked at the pancakes, maple syrup spilling from a few sides. Aunt May always made the most perfect pancakes around. He grabbed his fork and gobbled down his food as fast as he could. Making sure not to choke himself with the last delicious bite, he grabbed his sweater and put it on. He reached for his backpack and started walking towards the entrance of his house. "Bye Aunt May!"

"Bye Peter!" she replied sweetly as he left the house. His Spidey suit was under his actual clothes so he went into his backyard, which thankfully has a high fence and took off his clothes. The bright red suit was pretty obvious in the daylight.

"Well, I'm coming school..." he muttered as he took off. Flying through the sky on webs. each swing was more exciting than the last. The city was busy with people. Even this early in the morning.

"And today we have more exciting news about the menace SPIDER-MAN!" JJJ's voice boomed on the screen.

"Why can't you pick on someone else?" Spidey muttered bitterly. "I'm sure Captain America would love it if you called him names..."

He flipped over a telephone pole as he landed. Walking into a dark alleyway, he took off his suit as fast as he could. His backpack was laying on the ground next to him, where he'd dropped it.

When he was done changing. He peeked his head out to make sure no one was watching and stepped out. The school wasn't crowded by teenagers. Only a few more people went in. _Oh no! I'm late!_ he thought miserably. This had been the second month in a row. The lateness only started when he first became Spider-man.

He ran to the entrance, only to be greeted by about half of the Avengers...

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 **Well, that was all I got. Hopefully you enjoyed this chapter, even if it was extremely rushed and short. Thanks so much for supporting me throughout this story! Have a great week!**


	5. Chapter 5

**Slightly earlier update? I hope so! You guys are so kind! I can't remember a single day since this came out, that I didn't get an email from you guys favoriting or following this story! You guys are amazing! Please review and enjoy!**

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Peter was about to scream, but his mouth wouldn't open. A normal child would be excited, Peter was terrified. _What if they found out?! What if they know?_ he thought nervously. The half of the Avengers dont just walk into your school everyday!

"h-hey, um... hi..." Peter greeted, it took almost all his energy to say that. "W-why would y-you be h-here?"

Captain America turned to look at him and smiled, "oh, hi! We were just coming to this beautiful school to talk."

"PETER PARKER! Why are you late? _Again?_ " the principal asked. He seemed to be very, very angry, but he was holding back most of it.

"Sorry s-sir, I, uh, overslept..." Peter smiled nervously. _Not the best day to be late..._

"Just get to your class. I don't want you to be late again!" the principal growled as Peter walked by, slumping.

Peter practically ran over to his class, not stopping at all. He bumped into a few people, otherwise, he was pretty sure no one was trampled. Swinging the door open, he looked at the time. _Great, class was almost over and I haven't even started any of my work..._ he thought miserably. Everyone stared up at him.

"Hello , how nice to see you. Please do come earlier tomorrow," his teacher greeted. Peter took his seat and Flash smirked.

The class went by in a blur. Next was the Avenger's speech. Everyone was excited about it, running and jumping around by the end of class. The bell rang, everyone jumped out of their seats, knocking everything off of their desks. Peter groaned slightly, he was just as excited as the others, but terrified at the same time.

Walking towards the gym, where everyone was supposed to be. Peter felt the butterflies flutter more frantically. Almost like the day he first met the Avengers, but a lot worse. There was no way he would be able to get through this.

Just as he got to the door Flash pushed him out of the way, "Losers aren't supposed to meet the Avengers! Make way for the better people!"

Peter stumbled a bit, mostly on purpose. Of course he could stay on balance, that's what Spidey was all about, but he couldn't attract any unwanted attention.

"I don't think so son!" an incredibly familiar voice called out. It sent chills down Peters's spine. He and Flash turned around, just to see the American flag themed hero walking towards them.

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Steve didn't like bullies, he didn't like them at all. They were horrible and just plain _mean!_ "You shouldn't push someone away like that!" He told the blond.

"U-uhhh... s-sorry! I, uh, didn't mean to! He got into the way! That kid always bully's me!" the blond protested unconvincingly.

"Mmmmhmmmm!" He replied slowly. "Still, that doesn't give you any excuse to push someone."

The blond looked struck, as if he didn't expect that reply. "I'm sorry! I promise you, I'll never do it again!"

Steve nodded slowly. "Good."

He turned away and went down the hall to catch up with his teammates when suddenly, with his enhanced hearing he heard the blond say, "Why would he protect _you_ of all people?"

Steve turned around and went back to the blond. "What did you say again?" he looked at the kid that was being bullied. He was a shortish kid with messy brown hair, light brown eyes and pale skin. That kid looked very familiar. "Hey I know you!"

"I said that I was really sorry and I didnt mean to!" the blond replied. "Wait, WHAT?! You know this los- I mean kid?"

"Yeah so what?" Steve replied casually, the kid looked terrified. "Peter was it?"

"Y-yeah," Peter replied shakily. His voice was familiar, it kinda reminded him of someone he met recently, but he couldn't put his finger on it.

"Hello again Peter, what's your name?" Steve greeted, turning towards the blond, who's eyes were still wide in shock.

"Flash!" the blond, now dubbed Flash said confidently.

Steve nodded. "I need to catch up with the others, see you Peter."

Flash sputtered with shock. Steve had to hold back a smirk of amusement as he walked away. Once again, attempting to catch up with the rest. He started jogging through the halls, listening for any of Tony's jokes and sarcasm.

"No running in the halls!" A voice called out, he stopped moving.

"Er, sorry..." he apologized as the teacher came into view.

"Oh my! I'm sorry! You can continue! I had no idea who it was! Please forgive me!" The teacher gasped. Her eyes were wide.

"I'm perfectly capable of walking, it's not my place to break your rules, ma'am," he smiled.

"No, you must be there on time! Come on now! The entrance is over there!" She pointed.

"Thank you," he replied as he walked in that direction.

When he finally got there, Tony didn't seem the slightest bit amused. "What took so long Capsicle?"

"Some kid was bullying another kid," he explained quickly.

"Next time, be faster! We don't wanna keep the fans waiting!" Tony replied as he walked out into the open. "Hello everybody! You might know me as Tony Stark or Iron Man!"

Clint looked like he was about to face palm and Nat froze.

Suddenly a loud BOOM erupted from somewhere within the building and everyone started screaming. The school was under attack and Steve drew out his shield.

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 **I hope you are all satisfied with the update time! I didn't think I'd be able to post this early! Please review and have a great week!**


	6. Chapter 6

**Another** **update! Yay! I really enjoy writing this! You guys are so supportive! Please review and enjoy this chapter!**

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Peter almost screamed, his poor ears weren't expecting this. _Why enhanced senses? Why?!_ he thought miserably.

"AHHHHH! THE SCHOOL'S UNDER ATTACK!" Flash screeched from the other side of the gym as everyone panicked. _Flash the big chicken. Who knew?_ Peter thought, holding back a giggle and temporarily forgetting tat his ears felt like they were bleeding.

Peter needed to get to a safe place to change. He needed to protect the school, not as Peter Parker, but as Spider-Man. He squirmed his way through the panicked crowd of teenagers as an explosion tackled the gym. _Ahhhhh! My poor eardrums! How much can they take in one day?!_ Peter thought, groaning at the sound.

He found a place to hide and swiftly took off his civilian cloths, revealing the Spidey suit. He put on his mask and jumped out from the shadows. "What's going on here?"

Captain America came out. "I have absolutely- Spider man? How are you here?"

Spidey chuckled, "I wonder that myself sometimes! I just heard the explosion, sorta, and came I guess!"

Tony looked at Spidey and muttered, "I swear that guy has secret superpowers!"

Spidey laughed, "Maybe! You'll never know, will ya?"

A robot's voice rang through the school, "Hello Avengers! Remember me?"

"What? Ultron? You again, I kinda hoped that you would've left!" Spidey joked, lightheartedly.

Hawkeye crept out slowly. "Less talk, more fight! We need to find this robot guy!"

"Who else? Or is that all?" Spidey smiled, looking at the few Avengers standing in front of him.

"Nah, that's not all! Nat's gone off into the vents maybe," Hawkeye said looking around. "Are we ever going to find-"

"WHERE ARE YOU, LITTLE AVENGERS?!" Ultron sang, louder this time. "COME OUT AND FIGHT ME OR ELSE I'LL DESTROY THIS SCHOOL!"

"Don't you dare do that!" Spidey hissed. "This school has a lot of people, wait no, KIDS!"

"I agree with Webs, we need to get going," Tony nodded, calling his suit to him.

Spidey swung off without waiting for the possible plan. He was a lone wolf, nothing would change that. He headed to the office, that's where Ultron would be.

"Hey! Spidey!" he heard Cap call. "You need to hear the plan!"

Spidey didn't look back, if anyone was going to attack his school, it would his business. "Everyone evacuate the school! There's an evil robot on the loose!"

Everyone started scurrying around, trying to get to the nearest exit. Teachers had no control, for even they themselves, were frightened. People were screaming, the sound was dreadful. _If I become deaf, it's all your fault Ultron!_ he thought angrily. The chaos wasn't doing his ears any good.

"Hey! Ugly! Where are you?" Spidey mocked as he looked around for the robot.

"The spider is back... ugh..." Ultron said blankly. Spidey kept looking in every crack and crevice for Ultron, but there was no luck at all. That was only until a sound of lasers hitting a wall rang nearby.

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How Ultron was back, Clint didn't know. All he knew was that nothing was going his way. First, Tony dragged him out to talk in front of an entire school filled with _teenagers_ and now, he needed to fight Ultron! Yep, it defiantly was not his day.

"Great! Now our little friend has betrayed us and gone off on his own. What are we going to do now?!" Tony sighed.

"Well, he wasn't really on our team anyway. We've done stuff like this on our own before, so he shouldn't slow us down," Captain America reasoned.

"Mmmmmhmmmmmmmmm..." Clint nodded sarcastically. "We've definately fought a mega copy machine before! There is aaaabsolutly no chance that he has other clones waiting for us!"

Suddenly, Black Widow jumped down from on of the vents on the wall. "I know where Ultron is, and he's cornered Spidey..."

Captain America tensed and looked at her. "Where?"

Black Widow steadily met his eyes. "Somewhere in the halls, not too far from here."

"Let's go!" He ordered, running out of the gym. Everyone else followed him. There were scorch marks on aall and a small hole. A high pitched shriek of surprise came from another hallway. It sounded panicked and pained.

"Spidey?!" Clint called out, looking around at all the hallways.

"Help? Oh no! Not the web shooters! Have your parents ever taught you manners?!" Spidey joked loudly as another sound of lasers hitting metal echoed through the hall.

"We're coming Spidey! Hang on!" Steve called out as he ran over towards the sound. Clint almost tripped over some rubble on the ground from the shattered bits of wall. _Dang, what has Ultron been doing? Having temper tantrums?!_ he thought, annoyed.

They got to where Spider-man was. He was full out dueling with Ultron. It seemed to never end. Spidey got a kick off of him, Ultron almost got him with a laser, wait another punch for Ultron!

"Uhhhhhh..." Clint mumbled slowly. "Do you need help?"

"No... wait don't go! I mean I do need help! Robots don't exactly get tired you know!" Spidey called out, kicking the robot once more. "Unless you count running out of batteries, wait, does he even have batteries?"

Iron Man came up and aimed a repulser beam. "I dunno, wanna find out?"

Spidey chuckled as he ducked away from another laser. "Maybe later, I'm kinda in a predicament here!"

Captain America threw his shield and knocked Ultron away. "No longer in a predicament."

"Thanks Cap! Now that I have help, we can check out his insides..." Spidey paused for a second. "That came out way worse than I expected it to."

Iron Man laughed, Clint just stood there looking confused. _Are we even fighting Ultron anymore?_ he thought, but a slow giggle wormed it's way through his mouth. Cap just stood there, seeming to have not found the funny part of that. Black Widow was pressing her lips together tightly.

Suddenly another sound of lasers came from somewhere near by. After that smoke wafted off of Cap's shield, he had protected himself.

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Spidey's eyes widened under his mask. _Thank Tho- wait, Thor wasn't even here here, thank Cap's glorious and shiny shield!_ he thought sighing softly in relief. He would have never forgiven himself if Cap got hurt because of his distraction.

"Well, let's kick some robot butt then!" Spidey suggested jokingly.

"Agreed," Hawkeye joined in. He drew his bow and pulled out an arrow. Spidey nodded, looking at Ultron mockingly.

"Humans are insignificant, they have many flaws," Ultron stated coldly.

Spidey laughed at that. "You don't know how right you are! We haven't figured that out yet! Thanks so much for stating the totally not obvious!"

"Give up Avengers, it's only a matter of time before ULTRON REIGNS SURPREME!" Ultron boomed, with a him of pride in his voice.

"Hey doofus! What's with the additude? Me no likey!" Spidey mocked as he neared Ultron. An arrow flew past his ear, hitting Ultron in the shoulder. The robot pulled it out with ease, right, robots couldn't feel pain.

"Well, at least it hit him..." Hawkeye mumbled, just loud enough for the super hearing, Spidey was glad he still had, to hear.

"Maybe you should use one of those net arrow thingys to, uhhhh, trap him maybe?" Spidey suggested, looking down at his web shooters. "No wait, that wouldn't work, one of those..." he whispered "EMP arrows?"

"What? Oh, yeah..." he grabbed an arrow. "Please work, please work, please work!"

Spidey watched in slow motion as the arrow hit it's target. There was a soft hum as the the lights turned off and Ultron grew stiff and stopped moving. His final words were, "You haven't seen the last of us..."

Cap sighed in relief, Black Widow tensed, and Hawkeye just looked ahead. Iron man's faceplate flipped up, revealing the smug looking Tony.

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 **Okay, in complete chapter... kinda. It has a good ending so why not post it? Please review! Have a great week!**


	7. Chapter 7

**Holidays! Woooohoooooooo! I hope you enjoy this chapter and review if you can!**

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"Bye Aunt May! See you soon!" Peter called out to his aunt, who was leaving for her shift, no, shift _s_ at the children's hospital.

"Love you, bye!" Aunt May replied, smiling sadly. It was Christmas, the Parker family was always together during Christmas to exchange presents and celebrate. Not this year. It was the first year without Ben, and it was probably gonna be the worst.

Peter could only watch and wave as his Aunt's car left the garage. This couldn't get any worse. He left and went upstairs to the Christmas tree, which only had a small gift tucked underneath. Peter grabbed it and looked for a name. It read, _Pete,_ so he tore it open. _Just a card..._ he thought, opening it.

 _Dear Peter_

 _I know that I'm not home right now to celebrate and enjoy this beautiful day with you. Money has been hard to get since, well, you know, but I want you to know something. I'll always love you no matter what. Even if I can't show that today, just keep that in mind. I understand that it's been hard since the accident, it's been hard for everyone. If you ever need me, I'll be there to support you and help you out. Oh and, merry Christmas!_

 _Love, your Aunt May_

Tears slipped down his cheeks as he read the card. It was hard, but he needed to be strong. For his remaining family, it wasn't much, but it was something. Peter looked around the lonely house. The absence of Aunt May wasn't gonna ruin his day, not at all. He just needed to get used to this.

"Well, I better make the best out of this day!" he mumbled to himself, pulling his Spider-Man mask on. "New York City! Here I come!"

He jumped out of his bedroom window and swung away. The city was a bit less busy than usual. There was barely any crime besides a few crooks that thought it was funny to rob a bank. Everyone was probably at home with family and celebrating... that didn't bother him, it just _didn't._ Now, there was nothing to keep his mind off that thought.

Spidey's gaze across the city traveled to Avengers Tower. The beacon of hope for the city's people. The last time he was with the Avengers was when Ultron attacked the school, meaning that they weren't very close. There was a longing in his chest that drew him closer to the tower. He didn't want to be alone anymore.

Just then, he realized how cold it was. A cool breeze whistled through his suit, causing him to shiver. Again, enhanced senses do _not_ like winter, at all. That only made him want to go in even more. _Are they even home?!_ He thought.

When he reached the roof of the building, he scanned the city once more. Still nothing. Spidey climbed to the bottom of the tower in spirals. He hopped in front of the door and walks up to it. There was a giant Christmas wreath. _Now that's some holiday spirit!_ Spidey thought, examining the well decorated trees around the tower. He stretched out his hand, preparing to open the door, but it opened for him.

"Oh, hello there! Who might you be?" a redhead asked him. She was the one that opened the door and now, her hand was stuck out like she wanted to shake hands.

"Oh uh... I'm Spider-Man," Peter replied, shaking her hand." And you?"

"I'm Pepper Potts, CEO of Stark Industries," Pepper informed him. "What brings the "Masked Menace" of New York City to Avengers Tower?"

"Oh no! Not you too!" Spidey whimpered. "I was just looking for the Avengers! A man can dream, can't he?"

"No, I'm not a JJJ fan, don't worry. Man? More like kid," Pepper smirked.

"I'm not a kid! I'm already grown up!" Spidey protested.

"Oh really..." Pepper trailed off and looked at her watch. "Oh, I'm sorry, but I have to go. The Avengers are in the common room right now. FRIDAY will guide you."

"FRIDAY?" Spidey mumbled as he watched her leave. He walked through the large room, looking for what might be FRIDAY.

After what seemed to be hours, a voice called him. "Hey Spidey! What're you doing here?"

Spider-Man turned, just to see Tony Stark of all people. No, that wasn't right. Tony was upside down, and flying in his Iron Man suit. Great, he was on the ceiling.

"Can't I visit my favorite superheroes every once in a while?" Spidey smiled, he didn't feel as confident as he sounded.

"uhh... yeah! But why today of all days? Don't you have family and friends to hang out with?" Tony replied, his faceplate flipping up to show his actual face.

"Of course I do! You guys are friends right? My family is, absent for now," Peter said, climbing to the ground. "How did you know that I was here?"

"Well, duh, of course we're friends! Where's your family right now?" Tony asked. "FRIDAY informed me of your appearance."

"Who's FRIDAY?" Peter suddenly blurted out.

"FRIDAY? Oh, that's just my AI, you know, artificial intelligence," Tony said, looking up at the ceiling. "Hey FRIDAY?"

"How may I help you sir?" a voice replied. Peter looked around for the source.

"This is Spider-Man," Tony said. "Could you get him to the common room? I'll catch up later."

Peter looked at Tony for a second. _He has an AI?_ he thought. _Well of course he does! It's Tony Stark we're talking about here!_

"Spider-Man, go to the elevator, then you'll be there in no time," Tony smiled.

Peter nodded and flipped over to the elevator, pressing the button. He entered as the doors slid open. As soon as they closed, the elevator started moving.

Then it stopped and FRIDAY announced, "Welcome to the Avengers common room."

"Thanks FRIDAY!" Spidey said politely as he stepped out slowly. The Avengers seemed to be relaxing on the couches and talking, but they all stopped to look at him.

"Spider-Man?" Steve asked slowly.

"Oh, hey guys. It's me, your Friendly Neighborhood Spider-Man!" Spidey greeted, fidgeting his hands.

"Spidey! You're here! You can be our Thor for this year!" Clint called out loudly. "Wait, why are you here again?"

"I just wanted to visit? Where's Thor?" Peter asked.

"Thor went off with Tony to get some crazy decorations or something," Black Widow replied slowly.

"Just Tony being Tony I guess," Steve shrugged.

Peter nodded. Everyone knew that Tony Stark really liked things over decorated. Like, really, really over decorated. Just to show off his money, he guessed.

"Well, if you're here, make yourself at home," Bruce said, gesturing towards a spot of the couch.

Spidey walked over and sat down, it was nice being near friends again. Not close friends, but friends.

Just then, he realized the Christmas tree. I was a huge Christmas tree, bigger than any he's ever seen. There were presents scattered around underneath it. They were all neatly wrapped and some were tipped over.

"You guys haven't opened the presents yet?" he asked suddenly.

"No... we can't do that without the other two," Bruce explained. "It's better when we get to open them together."

"You guys are all one big happy family," Spidey smiled. _Like Uncle Ben, Aunt May, and I used to be..._ he thought longingly.

"Yeah... sorta... speaking of family, where is yours?" Steve asked, snapping him out of his thoughts.

"Mine? Oh, er, they aren't present right now, you know. Before you ask, I do have friends, but they're on vacation right now," Peter replied.

"Okay," Steve nodded. " How have you been?"

"Wonderful! Have you seen the crime rates of this city? They've been dropping!" Spidey exclaimed happily, practically jumping onto the ceiling. "I've been having progress! Oh, uh, how've you been?"

"Great, just bored. You know, it's been really quiet. Nothing's been going on lately," Clint complained, fiddling with an arrow.

"Even with the whole "Ultron" thing?" Spidey smirked.

"Even with the whole "Ultron" thing," Clint echoed.

"Isn't that a good thing though? Incredibly boring, but good nonetheless?" Spidey reasoned.

"Kind of. Ultron has killed someone already though and we believe a few super powered individuals are roaming freely now," Black Widow said calmly. Clint winced at that.

"What? Ultron _killed_ someone else?!" Spidey exclaimed.

"No, that first thing that he "killed" was Tony's AI, JARVIS," Black Widow said. "Now, he killed a guy called Strucker."

"Let's not discuss this on Christmas guys!" Tony said suddenly, he was back. "For now! PRESENTS!"

"Okay... I'll just, er, stay here and watch," Spidey said, pulling his legs onto the couch and hugging them.

"No, no, no, you're getting a present like all of us," Tony said, pushing a wrapped box into his arms. "Here."

"Thanks..." Spidey said. "You didn't have to get me this..."

"No problem kid, you should get presents with the rest of us," Tony said, walking towards the tree.

Thor walked into the room just then. "I have gotten the news that our friend, Man of Spiders has come."

"Yeah, hey buddy!" Spider-Man greeted, walking over to the larger man.

"Welcome, how have you been?" Thor asked, smiling broadly.

"Guys? Presents?!" Tony asked.

"Uhhhhh..." Spidey started as everyone tore open their presents.

From then on, he knew that the holidays might not be so bad after all.

* * *

Peter was sitting in the couch at home. His Aunt May was gonna be home soon.

"Peter?" He heard her call. "I'm home!"

"Aunt May! " Peter greeted, smiling broadly.

"Did you have a good day? You know holidays and all?" she asked.

"Yeah, " Peter smiled.

* * *

 **I rush at the last bit... sorry. I'm probably not gonna update until late January or early February. Please review and have a great day!**


	8. Chapter 8

**Wow, this chapter is so short! I'm so sorry. Please enjoy and review.**

* * *

Peter was perfectly content with life so far. There have been no serious crimes, but just enough to keep him busy and he got good grades on his report card. It was almost too good to be true. Flash was also sick today, so yay! The world seemed to be in a good mood today to let him have such luck.

It didn't stay good though. He had to run out of webs just in time to swing into a tree. Well, it wouldn't usually be that bad, but there was an Avenger sitting there, filming it all. Of course it had to be Clint of all people. It might even be worse than Tony! Just as he predicted, the older Avenger bursted in laughter.

"Hahahahahaha... I'm dying right now! This would make such a great YouTube video! Oh, hahahaha!" Clint laughed, holding his stomach and almost falling off of the bench he was perched on.

"Seriously?" Spidey grumbled under his breath, his face turning red under his mask. _Thanks so much mask, for protecting my identity and keeping my face hidden._

Clint just kept on laughing. "I'm gonna post this right now! What timing!"

"Come on! It's not that funny! You just got lucky, that's all!" Spidey called out, climbing off of the tree. Embarrassment was eating away at him, melting him, even in this cold weather.

"I don't think I'll ever get that lucky again!" Clint giggled, finally falling off the bench. Spidey almost wished that there was no snow cushioning his fall.

Spidey lunged for Clint in his weakened, out of breath, state. He reached for the phone with the video, but Clint was still just a bit quicker than him.

"Nu uh uh! Not today bug boy! Think of the subscribers!" Clinted smiled mockingly.

"Why does everyone call me that? Spiders are arachnids, not bugs and, I'm not a boy! Hence the name!" Spidey argued. "You are so gonna pay for posting that video by the way!"

"Yeah, sure!" Clint smiled, pushing Spider-Man off.

"I could always take it down! I'm smart you know! I can hack," Spidey pouted, crossing his arms.

"Sure, kid," Clint smirked deviously.

Spider-Man looked at him, eyes widening under his mask. "You are not getting Mr. Stark to make it almost impossible to hack! Just no!"

"Great idea! I'm going right away!" Clint exclaimed.

"No! Please! I'll do whatever you want! Just don't post that!" Spidey begged, leaping to his feet.

Clint looked at the tower for a moment, holding his chin, as if in deep thought. His eyes suddenly brightened. "I got an idea! If this works, I'll free you of this torture."

"What is it?" Spidey whimpered, thinking over his decisions.

"We could make a video of us pranking Captain America!" Clint whispered in his ear.

"Oh, uh, sure!" Spidey agreed, relieved to hear that it wasn't something too insane... wait... it was a lot more insane than he had expected.

"Let's get going then! This'll get more views than the one about you!" Clint giggled, starting towards the tower.

Spider-Man swung after Clint, tree by tree. The thought of prancing Captain America _did_ sound hilarious. After all, it was one of the most known heroes, but _that_ would give him a _great_ impression on Steve. Just _wonderful._

"Wait up!" he called after Clint, weaving through the trees.

Somehow, the spy was just a bit quicker. Spidey couldn't keep up, the snow was slowing his movements.

When they got to the tower, Spidey was out of breath from almost face planting trees. He looked at Clint who was sweating, but he seemed to hide how tired he was well, if he were tired at all.

Spidey gaped at how large the tower was. Sure he's been here more than just a few times now, but how do you expect to _not_ gape when the lobby itself is three times the size of your house? Maybe three times was pushing it, but t was definately larger than the house.

"Come on! We need to get this video!" Clint urged, shoving Spidey across the lobby to the elevator. "Quickly!"

Spidey stumbled into the elevator. The more he thought about prancing Steve, the more nervous he got. What if it ruined his image? What if Steve wouldn't like him anymore?!

"Hey, kid, calm down! We're having fun!" Clint reassured. "Cap would be pretty annoyed, but no lasting grudges!"

"I said something out loud didn't I?" Spidey asked, as his head drooped a little.

"Yep!" Clint smiled.

"Great!" Spider-Man groaned. "You didn't hear the-"

"Kid, I heard it all," Clint cut in.

Spider-Man just sighed and looked at his feet.

"Brighten up! We're here! Steve's floor!"

Okay, Spidey was officially going to have a heart attack.

* * *

 **What do you think? I know, short chapter, but I couldn't do much better... sorry. Please review and give me some feedback!**


	9. Chapter 9

**I really need to be on more often! Please tell me in the reviews if I should have a specific day of the week I should always update or something. I'm thinking every other Saturday. As usual, please enjoy this chapter!**

* * *

Peter Parker was supposed to be the cowardly one, not Spider-Man, Spider-Man was supposed to be tough. Right now neither felt very tough. How were you supposed to feel tough when you're being dragged by Hawkeye to go prank Captain America?! To be completely honest, the thought of pranking Captain America was pretty funny to the younger hero, but terrific game at the same time. Who literally has the guts to prank their idol?!

"What do you suggest we do to prank Cap with glitter and some confetti?" Clint asked, pulling out a small bag of glitter and confetti.

Spidey panicked at the question. How was _he_ supposed to know?! "Aren't you the one who lives with the guy? How am I supposed to know?"

"Very true, but you can't just be my slave and help me do all the actual work, you have to make some decisions too. Unless you don't care if I post both of the videos on YouTube," Hawkeye replied, coolly.

"Oh no! Please don't post another Spidey fails video! This would be, like, the thousandth one!" Spidey pleaded.

"Then you have to help me think of something to do! It has to be able to be caught on camera though," Clint said looking in each room they passed.

"Err... um... how about we dump glitter on him when he's sleeping?" Spidey suggested. _I really need more practice with pranks, I haven't pranked anyone since a few months ago. That's a record!_ He though to himself.

"Nice, but that'll take too long. Let's plan this quietly in the vents," Clint suggested.

"The vents?"

"Yes."

"Uhhh..."

"Just get in already!"

Spidey got in after Hawkeye. He didn't like the tight space.

"You said we would be planning!" Spidey whispered.

"Yeah, you're making the plan and I'll be the one telling you how bad the plan is," Hawkeye replied in a mocking tone.

"Wow, I'm really feeling the support. Thanks," Spidey said, sarcasm dripping from his voice.

"You really want me to post that video, don't you?" Hawkeye smiled.

"No! Fine! Errr... how about, no wait, how about we shower him in glitter and confetti? Then we could, um, write Capsicle with dry erase markers on all of his things?" Spidey suggested. "Wait, we can't shower him in glitter because you only brought a small bag..."

"That idea isn't half bad! The glitter thing though, did you really think I would just bring one small bag?" Hawkeye asked crawling through the cramped spaces as if he'd known them his whole life.

"Uhhh... maybe?"

"I didn't just bring one bag! That would be useless!"

"Okay, then let's get this ready."

Spidey watched as Hawkeye dropped out of the vents through an opening and he gladly followed. The vents were way too cramped for him, how did Hawkeye even survive? He would have to ask later. Suddenly he noticed his surroundings. There was a bed, a desk, a few pictures... oh... they were in Captain America's bedroom...

"I never though I'd be entering Cap's bedroom..." Spidey mumbled.

"Come on! Let's get started! We need to make something that would dump the glitter and confetti on Cap. Can you make something for that?" Hawkeye asked, pulling out more bags of glitter from who-knows-where.

"Yeah, yeah, easy... I'll need a few things. You're going to be doing the writing though."

"Sure!"

* * *

"This is great! He'll never see this coming!" Hawkeye grinned.

"Yeah, it _was_ kinda fun," Spidey replied looking at the large piece of cardboard on the floor where Cap was gonna step.

"Kinda?! It was really fun! All of Cap's mugs have been vandalized," Hawkeye exclaimed.

Spidey smiled under his mask, it was nice hanging out with an Avenger. This was just normal, they weren't fighting or arguing, they were just having fun. He could stay in this moment forever.

"Cap'll be back soon, let's leave a hidden camera here and wait," Hawkeye yawned, taking a camera out of his pocket.

"Sure, uh, I could help with placing the camera," Spidey offered as he watched Hawkeye scan for a place to put it.

"Nah, I'll do it."

"Okay. Can I go now?"

"What?"

"Can I go home now? You know, it's getting late and I be something there waiting for me..."

"Sure, I'll post this tomorrow, if it works out. If it doesn't be ready to find another Spidey fails video."

"Errrr... okay... bye!"

Spidey leaped out of the room and jumped out the closest window. He wished on the first star he saw for the prank to go as planned and blew all the dandelions he found on his way home. That should work, right?

Peter rubbed his eyes. Patrolling was exausting and he still need to find out about the... oh no, the video! He jumped out of bed and almost broke his laptop while hammering on the keys.

On YouTube, he found one video titled _Pranking of a Superhero._ He looked at the day it was posted, just a few hours ago, oh no...

Peter openned it up, ignoring the smell of pancakes being made downstairs.

It show a video of a room, _a room,_ with a large piece of cardboard laying on the floor. An unsuspecting Cap came into the room and stepped on the cardboard, making a gallon of glitter spill onto him. His face turned red as he called out, "CLINT!"

That clip ended and another one, obviously taken in the kitchen started. Cap walked in holding a mug with the word CAPSICLE written on it. He looked just about ready to murder someone.

"Did you do this?" He asked looking a the camera, which was probably held by Clint.

There was hysterical laughing, which sounded like it belonged to Clint, and then Cap threw a pencil. That clip ended there.

Peter laughed and rolled onto the floor. Cap did have a great reaction, just like Clint said.

* * *

 **How did you like this guys? A little rushed? Criticism is welcomed, as long as there is no swearing involved. Have a nice week!**


	10. AUTHOR'S NOTE

**Sorry if you thought this was an actual update... heh heh...**

 **I'm trying to find time to watch AoU and write some of the next chapter. I haven't given up on this story quite yet! Please be patient with me, there have been a few problems that came up over the past few months. I should be able to post the chapter soon! Cross your fingers!**

 **Again, sorry about the lack of updates...**


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